Terms & Conditions

Terms & Conditions

Effective Date: December 9, 2025

1. Introduction and Acceptance

These Terms and Conditions (“Terms”) govern the relationship between ConvergentiX (“ConvergentiX,” “we,” “us,” or “our”) and the Client (“Client,” “you,” or “your”) regarding all consulting, technology, design, and related professional services provided by ConvergentiX. By engaging us for services or accessing our website, you agree to be bound by these Terms.

2. Definitions

  • Services: The specific consulting, technical, design, strategy, and/or growth services provided by ConvergentiX, as detailed in a mutually executed Statement of Work.

  • Statement of Work (SOW): A separate, written document outlining the specific scope, deliverables, timeline, fees, and responsibilities for a defined project.

  • Client Materials: All data, information, documents, intellectual property, and proprietary materials provided by the Client to ConvergentiX for the performance of the Services.

  • ConvergentiX IP: All methodologies, templates, tools, proprietary software, source code, models, and knowledge assets owned by ConvergentiX prior to, or developed independently of, this engagement.

3. Scope of Services

3.1 SOW Governance: All Services provided hereunder shall be governed by an executed SOW, which shall reference and incorporate these Terms. In the event of any conflict between the SOW and these Terms, the provisions of the SOW shall prevail regarding the scope, deliverables, and fees.

3.2 Changes: Any changes to the scope or deliverables must be documented in a written Change Request (CR) and mutually agreed upon by both parties before implementation. Such changes may affect the timeline and cost of the Services.

4. Fees and Payment Terms

4.1 Fees: The Client agrees to pay ConvergentiX the fees specified in the SOW. Fees may be based on a fixed price, time and materials (T&M), or a subscription basis, as agreed upon.

4.2 Invoicing and Payment: Invoices will be issued upon milestone completion. Payment is due within 14 of the invoice date.

4.3 Late Payment: ConvergentiX reserves the right to charge interest on overdue amounts at the rate of 1.5% per month or the highest rate permitted by law, whichever is lower. Services may be suspended if payments are more than 30 days overdue.

4.4 Taxes: All fees are exclusive of applicable taxes (e.g., GST, VAT, sales tax), which shall be the sole responsibility of the Client.

5. Client Responsibilities

The Client agrees to cooperate fully with ConvergentiX, including:

  • Providing timely access to necessary personnel, facilities, and systems.

  • Ensuring the accuracy, completeness, and legality of all Client Materials.

  • Assigning a dedicated primary contact for rapid decision-making and communication.

  • Obtaining all necessary licenses, permissions, and consents for ConvergentiX to use Client Materials as required for the Services.

6. Intellectual Property (IP)

6.1 Client IP Ownership: All Client Materials and all modifications, enhancements, or derivatives thereof remain the sole property of the Client.

6.2 ConvergentiX IP Ownership: All ConvergentiX IP and all general concepts, methodologies, and templates utilized or developed during the provision of the Services remain the sole property of ConvergentiX.

6.3 Deliverables Ownership: Upon full and final payment of all fees due under the applicable SOW, ConvergentiX shall assign to the Client the ownership of the specific, tangible, custom deliverables created solely for the Client as defined in the SOW (e.g., custom source code, unique design assets). This assignment excludes any underlying ConvergentiX IP incorporated into the Deliverables.

7. Confidentiality

Both parties agree to treat all information designated as confidential or reasonably understood to be confidential, including business plans, financial data, technical information, and trade secrets, with the same degree of care as they treat their own confidential information. Confidentiality obligations shall survive the termination of the Services for a period of 3 years.

8. Limitation of Liability

8.1 Maximum Liability: To the maximum extent permitted by law, the total cumulative liability of ConvergentiX to the Client for any and all claims arising out of or related to these Terms or any SOW, whether in contract, tort (including negligence), or otherwise, shall be limited to the total fees paid by the Client to ConvergentiX under the specific SOW giving rise to the claim during the twelve (12) month period immediately preceding the event giving rise to the claim.

8.2 Exclusion of Damages: In no event shall ConvergentiX be liable for any indirect, incidental, punitive, special, or consequential damages, including, but not limited to, loss of profits, loss of data, loss of business opportunities, or interruption of business, even if advised of the possibility of such damages.

9. Termination

9.1 Termination for Convenience: Either party may terminate an SOW upon 30 days prior written notice to the other party, subject to payment of all fees due for Services rendered up to the date of termination.

9.2 Termination for Cause: Either party may terminate an SOW immediately upon written notice if the other party materially breaches these Terms or the SOW and fails to cure such breach within 15 days of receiving written notice of the breach.

10. Governing Law

These Terms and any SOW shall be governed by and construed in accordance with the laws of Western Australia, Australia, without regard to its conflict of laws principles. The parties agree to submit to the exclusive jurisdiction of the courts located in Perth, Western Australia to resolve any disputes.

11. Contact Information

For any questions regarding these Terms and Conditions, please contact us at:

Legal Department

ConvergentiX

Email: hello@convergentix.com